Great Station Properties SA & Anor v UMS Holding Ltd & Ors

A worldwide freezing order may be granted after judgment where there is solid evidence of a real, objectively assessed risk that assets will be unjustifiably dissipated. Findings in an arbitration may provide that evidence. Prior dishonest diversion of assets, misleading statements about beneficial ownership and the conversion of traceable shares into bearer instruments may cumulatively establish or increase the risk.

Once judgment has been obtained, delay, the absence of assets in England and related foreign proceedings carry less weight. Particularly strong grounds are required to refuse relief where the judgment remains unsatisfied and the risk is established. A good arguable case need not be shown where the applicant has an arbitration award and judgment in its favour.

The claimants had obtained an arbitration award for approximately US$305.8 million against the respondents. The award was enforced as a judgment after the respondents’ challenge under section 68 of the Arbitration Act 1996 was dismissed in earlier proceedings.

The judgment debt remained unpaid. The claimants sought a worldwide freezing order to support enforcement. They relied on the arbitral tribunal’s findings concerning an illicit diversion of profits, the respondents’ corporate restructuring and transfers of assets to Svarog, and evidence concerning beneficial ownership. The respondents disputed the alleged risk, relied on delay and foreign proceedings, and proposed undertakings.

The central issue was whether there was a real risk of unjustifiable dissipation and, if so, whether discretionary factors justified refusing relief.

1. Order granted. The court granted the requested worldwide freezing order in support of the unsatisfied arbitration award and judgment.
2. The governing test, taken from Holyoake v Candy [2017] 2 AER (Comm) 513, required a real risk, judged objectively, that a future judgment would not be met because of unjustifiable dissipation. Solid evidence was required, although its nature depended on the circumstances.
3. The arbitral tribunal’s findings that companies controlled by Mr Grigorishin had been used to divert profits from the joint venture were solid evidence of a risk that companies within his control might place assets beyond the claimants’ reach. The court did not need to characterise the conduct as fraudulent or dishonest, although it considered that the findings supported describing it as dishonest.
4. The evidence concerning the Svarog transfers materially strengthened the case. Misleading information about ultimate beneficial ownership demonstrated a lack of probity. The substitution of bearer investment certificates for traceable shares made dissipation easier if a risk otherwise existed. The transfers were not themselves shown to have been motivated by enforcement concerns.
5. Because the claimants already had an award and judgment, it was unnecessary to establish a good arguable case. The policy of enforcing judgments and arbitration awards supported relief. Delay, the absence of English assets and related proceedings in Cyprus did not outweigh the established risk. After judgment, particularly strong grounds would be needed to refuse relief.
6. The balance of convenience favoured the claimants despite the respondents’ evidence of prejudice. The ordinary-course-of-business exception was retained without a US$100,000 notification threshold. An exception for legal expenses was included, limited to costs of complying with asset-disclosure obligations, with liberty to vary after disclosure.